8-K 1 inqd-8k_041718.htm CURRENT REPORT

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

 

Date of Report (Date of earliest event reported): April 17, 2018

 

 

INDOOR HARVEST CORP


(Exact name of registrant as specified in its charter)

 

Texas   000-55594   45-5577364

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

         
5300 East Freeway, Suite A        
Houston, Texas       77020 
(Address of Principal Executive Offices)       (Zip Code) 
         
    832-649-3998    
    (Registrant's telephone number, including area code)    

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 
 

 

ITEM 1.01 Entry Into a Material Definitive Agreement.

 

As previously disclosed, on January 16, 2018, Indoor Harvest Corp. (the “Company”) entered into an 8% Fixed Convertible Promissory Note (the “Note”) with Tangiers Global, LLC (the “Lender”), in the aggregate principal amount of up to $550,000, with an initial principal amount of $82,500, which includes a $75,000 payment of the purchase price to the Company and a 10% original issue discount (“OID”) in the amount of $7,500.

 

On February 13, 2018, the Company and the Lender entered into Amendment #1 to the Note (“Amendment #1”), pursuant to which the Lender agreed to make a payment to the Company in the amount of $132,000 ($120,000 in cash and $12,000 in OID) under the Note. The Company agreed that within two months of the payment it will use the proceeds as follows: $22,000 for renewal of annual contracts for OTC Markets and press releases, $5,000 for a visit to Arizona for a director and officer conference, $7,000 for a new marketing department, $68,000 for two months of general and administrative expenses, and $10,000 for miscellaneous expenses.

 

On April 17, 2018, the Company and the Lender entered into Amendment #2 to the Note (“Amendment #2”), pursuant to which the Lender agreed to make a payment to the Company in the amount of $132,000 ($120,000 in cash and $12,000 in OID) under the Note. The Company agreed that within two months of the payment it will use the proceeds as follows: $27,000 for estimated audit fees and $24,000 for estimated attorney fees related to the Company’s Form 10-K and Form S-1/A, and $68,000 for two months of general and administrative expenses.

 

The foregoing description of Amendment #2 is only a summary of the material terms of Amendment #2, does not purport to be complete, and is qualified in its entirety by reference to Amendment #2, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits. 

 

Exhibit No.   Description
     
10.1   Amendment #2 to the $550,000 Promissory Note dated April 17, 2018.

 

 

 
 

  

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  INDOOR HARVEST CORP.
   
Date: April 20, 2018 By:   /s/ Daniel Weadock
    Daniel Weadock
    Chief Executive Officer